0001016281-18-000024 Sample Contracts

RESTRICTED STOCK AGREEMENT UNDER CARRIAGE SERVICES, INC.
Restricted Stock Agreement • February 21st, 2018 • Carriage Services Inc • Services-personal services • Delaware

THIS RESTRICTED STOCK AGREEMENT (this "Agreement"), between the Participant whose name and address appears on the signature page hereto (the "Participant"), and CARRIAGE SERVICES, INC., a Delaware corporation (the "Company"), pursuant to the Carriage Services, Inc. 2017 Omnibus Incentive Plan (the "Plan"). Capitalized terms used but not otherwise defined in this Agreement have the meanings assigned to them in the Plan.

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PERFORMANCE SHARE UNIT AWARD AGREEMENT
Performance Share Unit Award Agreement • February 21st, 2018 • Carriage Services Inc • Services-personal services • Delaware

This Performance Share Unit Award Agreement (this “Agreement”) is made and entered into as of ________________, 20___ (the “Grant Date”) by and between Carriage Services, Inc. (the “Company”) and _____________________ (the “Participant”). Capitalized terms that are used in this Agreement but not defined herein have the meanings ascribed to them in the Carriage Services, Inc. 2017 Omnibus Incentive Plan (the “Plan”).

INCENTIVE STOCK OPTION AGREEMENT UNDER CARRIAGE SERVICES, INC.
Incentive Stock Option Agreement • February 21st, 2018 • Carriage Services Inc • Services-personal services

THIS INCENTIVE STOCK OPTION AGREEMENT (this “Agreement”) evidences the grant by CARRIAGE SERVICES, INC., a Delaware corporation (the “Company”), of an option (the “Option”) to purchase the number of shares of common stock, $.01 par value (“Common Stock”), of the Company specified below, to the Participant whose name appears below and who has evidenced his or her acceptance hereof by signing at the bottom of this Agreement. The Option is intended to be an incentive stock option within the meaning of Section 422 of the Internal Revenue Code, although the Company makes no representation or guarantee that the Option will qualify as an incentive stock option. The term of the Option shall be for the number of years indicated below, commencing on the date of grant set forth below opposite the Company’s signature (the “Grant Date”), and for the number of shares and at the exercise price shown below, subject to adjustment as provided in Section 4.4 of the Carriage Services, Inc. 2017 Omnibus In

STOCK OPTION AGREEMENT UNDER CARRIAGE SERVICES, INC.
Stock Option Agreement • February 21st, 2018 • Carriage Services Inc • Services-personal services

THIS STOCK OPTION AGREEMENT (this “Agreement”) evidences the grant by CARRIAGE SERVICES, INC., a Delaware corporation (the “Company”), of an option (the “Option”) to purchase the number of shares of common stock, $.01 par value (“Common Stock”), of the Company specified below, to the Participant whose name appears below and who has evidenced his or her acceptance hereof by signing at the bottom of this Agreement. The term of the Option shall be for the number of years indicated below, commencing on the date of grant set forth below opposite the Company’s signature (the “Grant Date”), and for the number of shares and at the exercise price shown below, subject to adjustment as provided in Section 4.4 of the Carriage Services, Inc. 2017 Omnibus Incentive Plan (the “Plan”). The Option shall be subject to the vesting schedule set forth below. The Option is designated below as either an incentive stock option (“ISO”) or a non-qualified stock option (“NQSO”) within the meaning of Section 422

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